SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Kirloskar Virendra A

(Last) (First) (Middle)
C/O KLA-TENCOR CORPORATION
160 RIO ROBLES

(Street)
SAN JOSE CA 95134

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/31/2008
3. Issuer Name and Ticker or Trading Symbol
KLA TENCOR CORP [ KLAC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 274 D
Common Stock - Restricted Stock Units 20,100 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) 05/21/2004(1) 05/21/2013 Common Stock 2,500(3) 39.35 D
Non-Qualified Stock Option (right to buy) 10/27/2004(1) 10/27/2013 Common Stock 3,200 53.86 D
Non-Qualified Stock Option (right to buy) 10/27/2004(1) 01/27/2014 Common Stock 1,600 58.1 D
Non-Qualified Stock Option (right to buy) 10/27/2004(1) 04/26/2014 Common Stock 1,267(4) 45.16 D
Non-Qualified Stock Option (right to buy) 10/27/2004(1) 08/02/2014 Common Stock 760(5) 40.66 D
Non-Qualified Stock Option (right to buy) 11/16/2005(2) 09/16/2014 Common Stock 6,067(6) 39.89 D
Non-Qualified Stock Option (right to buy) 09/16/2006(1) 09/16/2014 Common Stock 4,117(7) 39.89 D
Non-Qualified Stock Option (right to buy) 09/26/2006(1) 09/26/2012 Common Stock 10,000 47.95 D
Explanation of Responses:
1. Twenty percent (20%) of the shares subject to this option became exercisable on this date, and the remaining shares became (or will become) exercisable in equal monthly installments over the subsequent 48 months.
2. One share subject to this option became exercisable on this date, and the remaining shares became (or will become) exercisable in equal monthly installments over the subsequent 46 months.
3. An option to purchase 15,000 shares was originally granted. As of the date hereof, 12,500 shares have been exercised.
4. An option to purchase 2,000 shares was originally granted. As of the date hereof, 733 shares have been exercised.
5. An option to purchase 1,200 shares was originally granted. As of the date hereof, 440 shares have been exercised.
6. An option to purchase 9,967 shares was originally granted. As of the date hereof, 3,900 shares have been exercised.
7. An option to purchase 6,500 shares was originally granted. As of the date hereof, 2,383 shares have been exercised.
/s/ Virendra A. Kirloskar 04/04/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
rrd180309_204126.html
Exhibit 24.1

Limited Power of Attorney - Securities Law Compliance

 	This statement confirms that the undersigned, as an officer, director or beneficial
owner of more than 10% of any class of any equity security of KLA-Tencor Corporation
(the "Corporation"), hereby appoints Brian Martin (in his role as corporate secretary) and
Jeffrey Eisenberg (in his role as corporate assistant secretary), and each of them, the
undersigned's true and lawful attorney-in-fact and agent to:

1.	complete and execute Forms 3, 4 and 5 and other forms (including any
amendments thereto) as such attorney-in-fact shall in his discretion determine to be
required or advisable pursuant to Section 16 of the Securities Exchange Act of 1934 (as
amended) and the rules and regulations promulgated thereunder, or any successor laws
and regulations, as a consequence of the undersigned's ownership, acquisition or
disposition of securities of the Corporation; and

2.	to do all acts necessary in order to file such forms with the Securities and
Exchange Commission, any securities exchange or national association, that the
Corporation and such other person or agency as the attorney-in-fact shall deem
appropriate.

The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents
shall do or cause to be done by virtue hereof.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned,
are not assuming, nor is the Corporation assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 (as
amended).  This Limited Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's ownership of and transactions in securities of the Corporation, unless
earlier revoked by the undersigned in a signed writing delivered to the Corporation and
the foregoing attorneys-in-fact.

	This Limited Power of Attorney is executed at Milpitas, California as of the date
set forth below.

Signature: /s/ VIRENDRA A. KIRLOSKAR
Print Name: Virendra A. Kirloskar
Dated: April 4, 2008

Witness:

Signature: /s/ GRACE HAN
Print Name: Grace Han
Dated: April 4, 2008